In the real world, people acquire new knowledge and update old knowledge by means of written and spoken discourse. Existing studies that hasve compared older and younger learners on menory for discourse have produced conflicting results. Characteristics of the discourse and the learners themselves are singled out in this proposal as factors that are likely to have contributed to the general confusion in this area of research. It is assumed that there are age differences in acquisition of information from discourse, and that the differences reflect diminished working memory capacity and speed of verbal coding in older learners. It is hypothesized that age differences in discourse recall will be apparent when text processing conditions require rapid manipulation of information about unfamiliar topics or when specific rather than general relationships are important for comprehension. Three experiments are proposed that will manipulate the text characteristics of text structure, topic familiarity, reading conditions, and organizational cues. Discourse memory will be assessed with both complete and summary recall protocols. Individual differences will be measured for working memory capacity, verbal coding speed, and traditional measures of verbal ability. The relationship between individual difference measures, text characteristics, and age will be examined with multivariate and univariate statistical techniques. To examine the possibility that current involvement with the learning process is a factor in age differences in discourse memory, three groups of participants will be tested: young students (18-30 years), old students (60-75 years) and old nonstudents (60-75 years). Late life education has been proposed by some gerontologists as a strategy for maintaining cognitive functioning. These experiments will examine this possibility as a secondary goal.